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                             December 22, 2021

       John Gandolfo
       Chief Financial Officer
       Eyenovia, Inc.
       295 Madison Avenue, Suite 2400
       New York, New York 10017

                                                        Re: Eyenovia, Inc.
                                                            Form 10-K for the
fiscal year ended December 31, 2020
                                                            Filed March 30,
2021
                                                            File No. 001-38365

       Dear Mr. Gandolfo:

              We have reviewed your filing and have the following comments. In
some of our
       comments, we may ask you to provide us with information so we may better
understand your
       disclosure.

              Please respond to these comments within ten business days by
providing the requested
       information or advise us as soon as possible when you will respond. If
you do not believe our
       comments apply to your facts and circumstances, please tell us why in
your response.

                                                        After reviewing your
response to these comments, we may have additional comments.

       Form 10-K for the fiscal year ended December 31, 2020

       Management's Discussion and Analysis
       Financial Overview
       Revenue and Cost of Revenue, page 72

   1.                                                   Please explain how you
applied the provisions of ASC 606 to both the Artic Vision and
                                                        Bausch License
Agreements. In this regard, specify the performance obligations of each
                                                        party, the amount of
the transaction price and how it was determined, and the method in
                                                        which revenue is being
recognized for each performance obligation. Ensure that all
                                                        disclosures required by
ASC 606 related to these agreements are provided in future
                                                        filings. Please also
separately quantify the potential aggregate milestone payments by
                                                        development, regulatory
and sales milestones and tell us your consideration of disclosing
                                                        this information in
future filings.
 John Gandolfo
Eyenovia, Inc.
December 22, 2021
Page 2


Research and Development Expenses, page 73

2.       Please clarify your accounting policy for cost reimbursements received
under these
         agreements. As it appears that you are recognizing these
reimbursements as an offset to
         research and development expense, please explain how you concluded
that these
         payments do not fall under the guidance of ASC 606 and cite the
specific authoritative
         guidance upon which you relied.
Note 10--Related Party Transactions, page F-19

3.       Please confirm you will disclose in future filings, a ten-point
percentage range for royalty
         payments under the amended Senju license agreement. In addition, you
disclose on page
         15 of the September 30, 2021 10-Q that you amended the Senju
agreement, effective
         September 14, 2021, such that you must make payments to Senju based on
non-royalty
         license revenue and sales revenue, including a one-time upfront
payment of $250,000.
         Please clarify the amount and nature of each payment you may be
required to pay.
        We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.

       You may contact Frank Wyman at 202-551-3660 or Mary Mast at 202-551-3613
with
any questions.



FirstName LastNameJohn Gandolfo                                Sincerely,
Comapany NameEyenovia, Inc.
                                                               Division of
Corporation Finance
December 22, 2021 Page 2                                       Office of Life
Sciences
FirstName LastName